Omai Gold Mines Corp. (formerly Anconia Resources Corp.) (the
"Company" or the "Resulting Issuer") is pleased to announce that
following the closing of its reverse takeover transaction (the
"RTO") with Avalon Investment Holdings Inc. ("Avalon") as
previously described in its news releases dated May 24, October 10,
and October 1, 2020 and more particularly set out in its management
information circular dated August 29, 2020 (the "Filing
Statement"), which is available under the profile of the Company at
www.sedar.com, the TSX Venture Exchange (the "TSXV") has issued its
final exchange bulletin confirming the completion of the RTO (the
"Final Exchange Bulletin"). The Company's common shares will
commence trading on the TSXV as a Tier 2 mining issuer under the
symbol "OMG" as of November 18, 2020.
Reverse takeover transaction
Pursuant to an amalgamation agreement (the "Amalgamation
Agreement"), Anconia Resources (Barbados) Corp., a wholly owned
subsidiary of the Company, and Avalon amalgamated under the
Companies Act of Barbados (the "Amalgamation"). As a result of the
Amalgamation, (i) all securities of the Company were consolidated
on a 15:1 basis; (ii) the issued and outstanding shares in the
capital of Avalon will be converted into one (1) common share in
the capital of the surviving corporation of the Amalgamation
("Amalco"); and (iii) in exchange for each (1) security held in the
capital of Amalco, each security holder will receive 1 security
(the "Exchange Ratio") in the capital of the Resulting Issuer (the
"Company Securities"). Finally, the shares of Amalco held by former
Avalon shareholders have been cancelled, and shares of the
Resulting Issuer have been issued to those shareholders in
replacement.
Outstanding Share Capital and Escrow
Following the closing of the RTO, the Company has a total of
189,869,799 common shares issued and outstanding.
An aggregate of 57,095,017 common shares and 4,500,008 stock
options held by the Principals of the Company are subject to Tier 2
Value Escrow and will be released from escrow as follows: five
percent (5%) of the escrowed shares will be released from escrow on
the issuance of the Final Exchange Bulletin, five percent (5%) will
be released 6 months thereafter, ten percent (10%) will be released
12 months and 18 months following the issue of the Final Exchange
Bulletin, fifteen percent (5%) will be released 24 months and 30
months following the issue of the Final Exchange Bulletin, and the
balance of forty percent (40%) will be released 36 months after the
issue of the Final Exchange Bulletin.
In addition, certain non-principal shareholders of Avalon are
subject to TSXV seed share resale restrictions (SSRR), ten percent
(10%) of the escrowed shares will be released from escrow on the
issuance of the Final Exchange Bulletin and an additional fifteen
percent (15%) will be released every 6 months thereafter.
New Board and Management
Pursuant to the resolutions passed at the shareholders' meeting
on September 29, 2020, the Company announced in a news release
dated October 1, 2020 that the directors and officers of the
Resulting Issuer will be:
Mario Stifano – President, CEO and Director
Denis Clement – Executive Director
Harvey McKenzie – CFO and Secretary
Dennis LaPoint – VP, Exploration
Jason Brewster – VP, Operations and Technical Services
Nadine Miller – Director
Adam Spencer – Director
Paul Fornazzari – Director
Following the October 1 news release, the Company announces the
resignation of Mr. Spencer and the appointment of Lon Shaver to the
Board, effective November 10, 2020. Mr. Shaver is currently Vice
President at Silvercorp Metals, where he oversees investor
relations and corporate development activities. He has over 25
years of capital markets and corporate finance experience, mainly
focused on the mining sector. He held investment banking roles with
Raymond James and Merrill Lynch, assisting corporate issuers with
numerous financing and M&A transactions and began his career in
equity research with an institutional sell-side firm. His previous
corporate experience includes Chief Financial Officer roles with a
publicly-listed mining company and a private technology company.
Most recently, he acted as a consultant and advisor, providing
corporate development and capital markets support to a number of
companies in the resource sector. He holds a B.Comm. degree, with a
major in finance, and is a CFA charterholder.
The Company also announces the appointment of Perry Holloway as
VP, Corporate Affairs and Social Responsibility, effective
immediately. Mr. Holloway is a senior executive with extensive
experience in government relations, business advocacy, media
relations, program management, and security – focused on the Latin
America and Caribbean regions. He holds a Masters in International
Business Sciences and worked in sales for ten years before serving
the U.S. Department of State as U.S. Ambassador to Guyana. Most
recently, he was a Senior VP at a Guyana Goldfields focusing on
government relations, corporate social responsibility, and public
relations.
Investors are cautioned that, except as disclosed in the filing
statement to be prepared in connection with the RTO, any
information released or received with respect to the RTO may not be
accurate or complete and should not be relied upon.
This news release does not constitute an offer of the securities
of the Company for sale in the United States. The securities of the
Company have not been registered under the United States Securities
Act of 1933, (the "1933 Act") as amended, and may not be offered or
sold within the United States absent registration or an exemption
from registration under the 1933 Act.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any state in which such offer, solicitation or sale
would be unlawful.
The TSXV has in no way passed upon the merits of the RTO and has
neither approved nor disapproved the contents of this news
release.
Neither the TSXV nor its Regulation Services Provider (as that
term is defined in the policies of the TSXV) accepts responsibility
for the adequacy or accuracy of this news release.
Cautionary Note Regarding Forward-Looking
Statements
The forward-looking statements contained in this news release
are made as of the date of this news release. Except as required by
law, the Company disclaims any intention and assume no obligation
to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by applicable securities law. Additionally, the Company
undertakes no obligation to comment on the expectations of, or
statements made, by third parties in respect of the matters
discussed above.
About Omai Gold Mines
Corp.
“Oh my!” is exactly what early prospectors shouted when they
discovered Guyana’s vast mineral wealth 130 years ago. And at the
heart of the country is the Omai gold mine: a multi million-ounce
deposit that was once South America’s largest producing gold mine.
Today, we’re building on this past success with the right tools,
relationships and vision to bring this under-explored gold mine
back to life. It’s a unique opportunity that is sure to make you
say, “Omai!”
Avalon Gold Exploration Inc., a wholly owned subsidiary of Omai
Gold Mines Corp., holds a 100% interest in the Omai Prospecting
License covering 4,590 acres, including the past producing Omai
gold mine.
For further information, please see our website
www.omaigoldmines.com or
contact:
Mario StifanoPresident and Chief Executive
Officermstifano@omaigoldmines.com416-453-8433
Omai Gold Mines (TSXV:OMG)
過去 株価チャート
から 11 2024 まで 12 2024
Omai Gold Mines (TSXV:OMG)
過去 株価チャート
から 12 2023 まで 12 2024